Adopted November 9, 1939 File No. 69-65
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM U-3A-2
For the Year Ended December 31, 1997
STATEMENT BY HOLDING COMPANY CLAIMING EXEMPTION UNDER RULE U-3A-2 FROM
THE PROVISIONS OF THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
CENTRAL VERMONT PUBLIC SERVICE CORPORATION
------------------------------------------
(Name of Company)
hereby files with the Securities and Exchange Commission, pursuant to Rule
2, its statement claiming exemption as a holding company from the
provisions of the Public Utility Holding Company Act of 1935, and submits
the following information:
l. Name, State of organization, location and nature of business of
claimant and every subsidiary thereof, other than any exempt wholesale
generator (EWG) or foreign utility company in which claimant directly or
indirectly holds an interest.
CENTRAL VERMONT PUBLIC SERVICE CORPORATION
------------------------------------------
Central Vermont Public Service Corporation ("CVPS"), incorporated
under the laws of the State of Vermont, has its principal executive office
in Rutland, Vermont.
The principal business of the Company is the generation and purchase
of electric energy and its transmission, distribution and sale for light,
power, heat and other purposes to about 139,000 customers in Middlebury,
Randolph, Rutland, Springfield, Windsor, Bradford, Bennington, Brattleboro,
St. Johnsbury, St. Albans, Woodstock, Poultney, Manchester and 163 other
towns and villages in Vermont. CVPS also sells electric energy at
wholesale in New Hampshire to its subsidiary, Connecticut Valley Electric
Company Inc.; Woodsville Fire District Water and Light Dept.; New Hampshire
Electric Cooperative Inc.; and in Vermont to one small private utility. It
also interchanges economy and emergency power through the New England Power
Pool.
CONNECTICUT VALLEY ELECTRIC COMPANY INC.
----------------------------------------
Connecticut Valley Electric Company Inc. ("CVEC"), a wholly owned
subsidiary of CVPS, incorporated under the laws of the State of New
Hampshire, has its principal office in Claremont, New Hampshire.
CVEC acquired on December 31, 1949, the business and properties of
CVPS located in New Hampshire and used in carrying on the intrastate
business of CVPS in that State. (See Form U-1 in File No. 70-2075)
The principal business of CVEC is the purchase of electric energy and
its transmission, distribution, and sale for light, power, heat and other
purposes to about 10,000 customers in Claremont and 12 other towns and
villages in New Hampshire.
VERMONT ELECTRIC POWER COMPANY, INC.
------------------------------------
Vermont Electric Power Company, Inc. ("VELCO"), a subsidiary of CVPS
which owns 56.8% of its outstanding Common Stock, $100 Par Value, and 46.6%
of its outstanding Preferred Stock, $100 Par Value, incorporated under the
laws of the State of Vermont, has its principal office in the Town of
Rutland, Vermont.
VELCO operates pursuant to the terms of the 1985 Four-Party Agreement
(as amended) with the Company and two other major distribution companies in
Vermont. Although the Company owns 56.8% of VELCO's outstanding common
stock, the Four-Party Agreement effectively restricts the Company's control
of VELCO and therefore VELCO's financial statements have not been
consolidated. The Four-Party Agreement continued in full force and effect
until May 1995 and was extended for an additional two-year term in May
1995, and every two years thereafter, unless at least ninety (90) days
prior to any two-year anniversary, any party shall notify the other parties
in writing that it desires to terminate the agreement as of such
anniversary. No such notification has been filed by the parties.
VELCO provides transmission services for the State of Vermont acting
by and through the Vermont Department of Public Service and for all of the
electric distribution utilities in the State of Vermont. VELCO is
reimbursed for its costs (as defined in the agreements relating thereto)
for the transmission of power which VELCO transmits for the State of
Vermont and the electric distribution utilities.
VELCO also has agreements for single unit and system power purchases
which it resells at its cost to various electric distribution utilities in
the State of Vermont.
VELCO is also a participant with all of the major electric utilities
in New England in the New England Power Pool, acting for itself and as
agent for twenty-two other electric utilities in Vermont, including CVPS,
whereby the generating and transmission facilities of all of the
participants are coordinated on a New England-wide basis through a central
dispatching agency to assure their operation and maintenance in accordance
with proper standards of reliability, and to attain the maximum practicable
economy for all of the participants through the interchange of economy and
emergency power.
VERMONT ELECTRIC TRANSMISSION COMPANY, INC.
-------------------------------------------
Vermont Electric Transmission Company, Inc. ("VETCO"), a wholly owned
subsidiary of VELCO, incorporated under the laws of the State of Vermont,
has its principal office in the Town of Rutland, Vermont.
VETCO was formed to construct, finance and operate the Vermont portion
of the high voltage DC transmission line which ties the New England
transmission system to the Hydro-Quebec transmission system.
VERMONT YANKEE NUCLEAR POWER CORPORATION
----------------------------------------
Vermont Yankee Nuclear Power Corporation ("VY"), an affiliate of CVPS
which owns 31.3% of its outstanding common stock, $100 Par Value,
incorporated under the laws of the State of Vermont, has its principal in
Brattleboro, Vermont.
Vermont Yankee was formed by a group of New England Utilities for the
purpose of constructing and operating a nuclear-powered generating plant in
Vernon, Vermont. The electricity generated by the Vernon plant is sold to
Vermont Yankee's sponsoring stockholders.
C. V. REALTY, INC.
------------------
C. V. Realty, Inc., incorporated under the laws of the State of
Vermont, has its principal in Rutland, Vermont.
C. V. Realty, Inc., a wholly owned subsidiary of CVPS, was formed for
the purpose of owning, acquiring, buying, selling, and leasing real and
personal property and interests therein. It is not the purpose of this
Company to own or operate facilities used for the generation, transmission
or distribution of electric energy as an electric utility company.
CENTRAL VERMONT PUBLIC SERVICE CORPORATION -
EAST BARNET HYDROELECTRIC, INC.
--------------------------------------------
Central Vermont Public Service Corporation - East Barnet
Hydroelectric, Inc. ("East Barnet"), a wholly owned subsidiary of CVPS
incorporated under the laws of the State of Vermont, has its principal
office in Rutland, Vermont.
East Barnet was formed for the purpose of acquiring and constructing a
hydroelectric project having a capacity of 2200 KW in East Barnet, Vermont
and leasing said project to CVPS.
For financial reporting purposes, East Barnet's financial data is
included with CVPS on the Consolidating Financial Statements.
CATAMOUNT INVESTMENT CORPORATION
--------------------------------
Catamount Investment Corporation ("CIC"), incorporated under the laws
of the State of Vermont, has its principal office in Rutland, Vermont.
Catamount Investment Corporation, a wholly owned subsidiary of CVPS,
was formed for the purpose of investing in unregulated business
opportunities.
SMARTENERGY SERVICES, INC.
--------------------------
SmartEnergy Services, Inc. ("SES"), incorporated under the laws of the
State of Vermont, has its principal office in Rutland, Vermont.
SES, a wholly owned subsidiary of CVPS, was formed for the purpose of
engaging in the sale or rental of electric water heaters, energy efficient
products and other related goods and services.
SMARTENERGY CONTROL SYSTEMS, INC.
---------------------------------
SmartEnergy Control Systems, Inc. ("SCS"), incorporated under the laws
of the State of Vermont, has its principal office in Rutland, Vermont.
SCS is a wholly owned subsidiary of SES, was formed for the purpose of
developing and distributing energy efficiency products with dairy industry
applications.
For financial reporting purposes, SCS's financial data is included
with SES on the Consolidating Financial Statements.
CATAMOUNT ENERGY CORPORATION
----------------------------
Catamount Energy Corporation ("CEC"), incorporated under the laws of
the State of Vermont, has its principal office in Rutland, Vermont.
CEC is a wholly owned subsidiary of CVPS and was formed primarily for
the purpose of investing in energy supply projects. CEC has eleven wholly
owned subsidiaries: Catamount Rumford Corporation, Equinox Vermont
Corporation, Appomattox Vermont Corporation, Catamount Williams Lake, Ltd.,
Catamount Rupert Corporation, Catamount Glenns Ferry Corporation,
Summersville Hydro Corporation, Gauley River Management Corporation,
Catamount Thetford Corporation, Catamount Heartlands Corporation, and
Catamount Heartlands Limited.
CATAMOUNT RUMFORD CORPORATION
-----------------------------
Catamount Rumford Corporation, formerly CV Rumford, Inc., incorporated
under the laws of the State of Vermont, has its principal office in
Rutland, Vermont.
Catamount Rumford Corporation is a wholly owned subsidiary of CEC and
is a limited partner in the Rumford Cogeneration Company, a limited
partnership that owns an 85 MW cogeneration facility located in Rumford,
Maine.
For financial reporting purposes, Catamount Rumford Corporation's
financial data is included with CEC on the Consolidating Financial
Statements.
RUMFORD COGENERATION COMPANY, L.P.
----------------------------------
Rumford Cogeneration Company, L.P., formed under the laws of the State
of Maine, has its principal office in Rumford, Maine.
Rumford Cogeneration Company, owns an 85 MW coal and wood-fired
cogeneration facility in Rumford, Maine and is a subsidiary of Catamount
Rumford Corporation which owns a 15.0537% limited partnership interest.
EQUINOX VERMONT CORPORATION
---------------------------
Equinox Vermont Corporation, incorporated under the laws of the State
of Vermont, has its principal office in Rutland, Vermont.
Equinox Vermont Corporation is a wholly owned subsidiary of CEC and is
a general partner in Ryegate Associates, a general partnership that owns a
20 MW wood-fired generating facility in East Ryegate, Vermont.
For financial reporting purposes, Equinox Vermont Corporation's
financial data is included with CEC on the Consolidating Financial
Statements.
RYEGATE ASSOCIATES
------------------
Ryegate Associates ("Ryegate"), formed under the laws of the State of
Utah, has its principal office in Houston, Texas.
Ryegate owns a 20 MW wood-fired small power production facility
located in Ryegate, Vermont and is a subsidiary of Equinox Vermont
Corporation which owns a 33.11265% limited partnership interest.
APPOMATTOX VERMONT CORPORATION
------------------------------
Appomattox Vermont Corporation, incorporated under the laws of the
State of Vermont, has its principal office in Rutland, Vermont.
Appomattox Vermont Corporation is a wholly owned subsidiary of CEC and
is a limited partner in Appomattox Cogeneration Limited Partnership, a
limited partnership that owns a leasehold interest in a 41 MW coal and
wood-fired cogeneration facility located in Hopewell, Virginia.
For financial reporting purposes, Appomattox Vermont Corporation's
financial data is included with CEC on the Consolidating Financial
Statements.
APPOMATTOX COGENERATION, INC.
-----------------------------
Appomattox Cogeneration, Inc., a subsidiary of CEC which owns 50% of
its outstanding Common Stock, $1 Par Value, is incorporated under the laws
of the State of Delaware and has its principal office in Houston, Texas.
Appomattox Cogeneration, Inc. was formed for the purpose of acquiring
a general partnership interest in Appomattox Cogeneration Limited
Partnership, a limited partnership that owns a leasehold interest in a 41MW
coal and wood-fired cogeneration facility located in Hopewell, Virginia.
APPOMATTOX COGENERATION L.P.
----------------------------
Appomattox Cogeneration L.P., formed under the laws of the State of
Delaware, has its principal office in Houston, Texas.
Appomattox Cogeneration L.P. owns a 41MW coal and wood-fired
cogeneration facility located in Hopewell, Virginia and is a subsidiary of
Appomattox Vermont Corporation which owns a 24.75% limited partnership
interest.
CATAMOUNT WILLIAMS LAKE, LTD.
-----------------------------
Catamount Williams Lake, Ltd., incorporated under the laws of the
State of Vermont, has its principal office in Rutland, Vermont.
Catamount Williams Lake, Ltd. is a wholly owned subsidiary of CEC.
During 1997 Catamount Williams Lake, Ltd. sold its limited partnership
interest in T.E.S. Williams Lake Limited Partnership, which was a limited
partner in NW Energy (Williams Lake) Limited Partnership, which owns a 60
MW wood-fired generating project in Williams Lake, British Columbia,
Canada.
For financial reporting purposes, Catamount Williams Lake, Ltd.'s
financial data is included with CEC on the Consolidating Financial
Statements.
T.E.S. WILLIAMS LAKE, L.P.
--------------------------
T.E.S. Williams Lake, L. P., a limited partnership was organized under
the laws of the Province of British Columbia and has its principal office
in Vancouver, British Columbia, Canada.
T.E.S. Williams Lake, L.P., a subsidiary of Catamount Williams Lake,
Ltd., was formed for the purpose of serving as a limited partner to acquire
an interest in NW Energy (Williams Lake) L.P.
As of December 1997, CEC no longer owned an interest in this
partnership.
NW ENERGY (WILLIAMS LAKE) L.P.
------------------------------
NW Energy (Williams Lake) L.P., a limited partnership was organized
under the laws of the Province of British Columbia and has its principal
office in Vancouver, British Columbia, Canada.
NW Energy (Williams Lake), L.P., a subsidiary of T.E.S. Williams Lake,
L.P., was formed for the purpose of serving as a limited partner to
develop, finance, construct, operate and maintain a 60 MW wood-fired
generating project in Williams Lake, British Columbia, Canada.
As of December 1997, CEC no longer owned an interest in this
facility.
CATAMOUNT RUPERT CORPORATION
----------------------------
Catamount Rupert Corporation, incorporated under the laws of the State
of Vermont, has its principal office in Rutland, Vermont.
Catamount Rupert Corporation is a wholly owned subsidiary of CEC and
was formed for the purpose of owning a limited partnership interest in
Rupert Cogeneration Partners, Ltd., which developed and owns a 10 MW gas
fired cogeneration facility in Rupert, Idaho.
For financial reporting purposes, Catamount Rupert Corporation's
financial data is included with CEC on the Consolidating Financial
Statements.
RUPERT MANAGEMENT, INC.
-----------------------
Rupert Management, Inc., a subsidiary of CEC which owns 50% of its
outstanding Common Stock, no Par Value, is incorporated under the laws of
the State of Delaware and has its principal office in Rutland, Vermont.
Rupert Management, Inc. was formed for the purpose of acquiring a
general partnership interest in Rupert Cogeneration Partners, Limited,
which developed and owns a 10MW gas-fired cogeneration facility in Rupert,
Idaho.
RUPERT COGENERATION PARTNERS, LIMITED
-------------------------------------
Rupert Cogeneration Partners Limited, formed under the laws of the
State of Colorado, has its principal office in Rutland, Vermont.
Rupert Cogeneration Partners, Limited owns a 10MW gas-fired
cogeneration facility located in Rupert, Idaho and is a subsidiary of
Catamount Rupert Corporation which owns a 49.5% limited partnership
interest.
CATAMOUNT GLENNS FERRY CORPORATION
----------------------------------
Catamount Glenns Ferry Corporation, incorporated under the laws of the
State of Vermont, has its principal office in Rutland, Vermont.
Catamount Glenns Ferry Corporation is a wholly owned subsidiary of CEC
and is a limited partner in Glenns Ferry Cogeneration Partners, Ltd., which
developed and owns a 10 MW gas fired cogeneration facility in Glenns Ferry,
Idaho.
For financial reporting purposes, Catamount Glenns Ferry
Corporation's financial data is included with CEC on the Consolidating
Financial Statements.
GLENNS FERRY MANAGEMENT, INC.
-----------------------------
Glenns Ferry Management, Inc., a subsidiary of CEC which owns 50% of
its outstanding Common Stock, no Par Value, is incorporated under the laws
of the State of Delaware and has its principal office in Rutland, Vermont.
Glenns Ferry Management, Inc. was formed for the purpose of acquiring
a general partnership interest in Glenns Ferry Cogeneration Partners,
Limited, which developed and owns a 10MW gas-fired cogeneration facility in
Glenns Ferry, Idaho.
GLENNS FERRY COGENERATION PARTNERS, LIMITED
-------------------------------------------
Glenns Ferry Cogeneration Partners, Limited, formed under the laws of
the State of Colorado, has its principal office in Rutland, Vermont.
Glenns Ferry Cogeneration Partners, Limited owns a 10MW gas-fired
cogeneration facility located in Glenns Ferry, Idaho and is a subsidiary of
Catamount Glenns Ferry Corporation which owns a 49.5% limited partnership
interest.
GAULEY RIVER MANAGEMENT CORPORATION
-----------------------------------
Gauley River Management Corporation, incorporated under the laws of
the State of Vermont, has its principal office in Rutland, Vermont.
Gauley River Management Corporation is a wholly owned subsidiary of
CEC and was formed for the purpose of serving as the General Partner in
Gauley River Power Partners, L.P., which is developing a small power
production hydroelectric facility on the Gauley River, Nicholas County,
West Virginia.
SUMMERSVILLE HYDRO CORPORATION
------------------------------
Summersville Hydro Corporation, incorporated under the laws of the
State of Vermont, has its principal office in Rutland, Vermont.
Summersville Hydro Corporation is a wholly owned subsidiary of CEC and
was formed for the purpose of owning a limited partnership interest in
Gauley River Power Partners, L.P. which is developing a small power
production hydroelectric facility on the Gauley River, Nicholas County,
West Virginia.
GAULEY RIVER POWER PARTNERS, L.P.
---------------------------------
Gauley River Power Partners, L.P., formed under the laws of the State
of Vermont, has its principal office in Rutland, Vermont.
Gauley River Power Partners, L.P., a subsidiary of Summersville Hydro
Corporation, was formed for the purpose of serving as a limited partner to
operate and maintain an 80 MW hyrdoelectric generating facility on the
Gauley River in Summersville, West Virginia.
CATAMOUNT THETFORD CORPORATION
------------------------------
Catamount Thetford Corporation, incorporated under the laws of the
State of Vermont, has its principal office in Rutland, Vermont.
Catamount Thetford Corporation is a wholly owned subsidiary of CEC and
was formed for the purpose of owning approximately 44% of the common stock
of Fibrothetford Ltd., which is constructing a poultry litter fired power
station in Thetford, England designed to produce 38.5 MW.
For financial reporting purposes, Catamount Thetford Corporation's
financial data is included with CEC on the Consolidating Financial
Statements.
FIBROWATT THETFORD, LTD.
------------------------
Fibrowatt Thetford, Ltd., formed under the laws of England, has its
registered office at London, England.
Fibrowatt Thetford, Ltd. is constructing a 38.5 MW biomass-fired power
station located in Thetford, England and is a subsidiary of Catamount
Thetford Corporation which owns a 44% partnership interest.
CATAMOUNT HEARTLANDS CORPORATION
--------------------------------
Catamount Heartlands Corporation, incorporated under the laws of the
State of Delaware, has its principal office in Rutland, Vermont.
Catamount Heartlands Corporation is a wholly owned subsidiary of CEC
and was formed for the purpose of making certain loans to Heartlands Power
Limited which is constructing a natural gas-fired power station in Fort
Dunlop, England designed to produce 98 MW.
For financial reporting purposes, Catamount Heartlands Corporation's
financial data is included with CEC on the Consolidating Financial
Statements.
CATAMOUNT HEARTLANDS LIMITED
----------------------------
Catamount Heartlands Limited, a private company limited by shares
under the Companies Act of 1985, formed under the laws of England and
Wales, has its registered office at 69 Old Broad Street, London, UK.
Catamount Heartlands Limited is a wholly owned subsidiary of CEC and
was formed for the purpose of owning 50% of the common stock of Heartlands
Power Limited which is constructing a natural gas-fired power station in
Fort Dunlop, England designed to produce 98 MW.
For financial reporting purposes, Catamount Heartlands Limited's
financial data is included with CEC on the Consolidating Financial
Statements.
HEARTLANDS POWER LIMITED
------------------------
Heartlands Power Limited was formed under the laws of England and
Wales, and has its registered office in London, England.
Heartlands Power Limited, a subsidiary of Catamount Heartlands
Limited, was formed to develop, finance, construct, own and operate a 98 MW
natural gas-fired power station in Fort Dunlop, Birmingham, England.
2. A brief description of the properties of claimant and each of its
subsidiary public utility companies used for the generation, transmission,
and distribution of electric energy for sale, or for the production,
transmission and distribution of natural or manufactured gas, indicating
the location of principal generating plants, transmission lines, producing
fields, gas manufacturing plants, and electric and gas distribution
facilities, including all such properties which are outside the State in
which claimant and its subsidiaries are organized and all transmission or
pipelines which deliver or receive electric energy or gas at the borders of
such State.
CENTRAL VERMONT PUBLIC SERVICE CORPORATION
------------------------------------------
CVPS's electric properties consist of five principal distribution
systems, namely, the so-called Central, Bennington, St. Albans, St.
Johnsbury and Brattleboro systems. All, except the Brattleboro system, are
connected with the transmission facilities of VELCO (an affiliate of CVPS)
and all except the St. Albans system are interconnected at the Vermont
State line with the facilities of New England Power Company (not an
affiliate of CVPS); also the Brattleboro System is directly connected at
the Vermont State line with the facilities of the Public Service Company of
New Hampshire (not an affiliate of CVPS). The electric generating plants
of the Company consist of 20 hydroelectric generating stations, two gas
turbine generating stations, and one diesel-electric generating station, of
which one hydroelectric generating station is located in New York and the
remainder in Vermont.
The electric systems of CVPS include about 614 miles of transmission
lines, about 7,266 miles of overhead distribution lines and about 235
miles of underground distribution lines, which are located in Vermont
except for about 23 miles of transmission lines which are located in New
Hampshire and about two miles which are located in New York.
CVPS is a stockholder, together with other New England utilities, in
four nuclear generating companies. CVPS is entitled to a percentage of the
power output of each of such companies, as follows:
Vermont Yankee Nuclear Power Corporation in Vermont (31.141% - 154.8
MW); Maine Yankee Atomic Power Company (MY) in Maine (2% - 16.9 MW);
Connecticut Yankee Atomic Power Company (CY) in Connecticut (2% - 11.6 MW);
and Yankee Atomic Electric Company (YA) in Massachusetts (3.5% - 6.153 MW).
MY, CY & YA permanently ceased power operations of their nuclear power
plants.
CVPS is a participant with other New England utilities in three major
electric generating stations pursuant to joint ownership agreements under
each of which the Lead Participant has constructed and is operating the
plant for the Participants (including itself) as tenants-in-common. The
plants and locations, and the amount of CVPS's participation is as follows:
Wyman #4 in Maine (1.7769% - 11 MW); Millstone #3 in Connecticut
(1.7303% - 20 MW); Joseph C. McNeil Generating Station in Vermont (20% -
10.76 MW).
The Company, along with eight other Vermont Joint-Owners, owns and
operates a 200 MW converter station and associated transmission line in
Highgate, Vermont. The station and the associated transmission line
interconnects the VELCO system with the system of Hydro-Quebec. The
Company is a 47.35% owner of this project.
CONNECTICUT VALLEY ELECTRIC COMPANY INC.
----------------------------------------
CVEC's electric properties consist of two principal systems in New
Hampshire which are not interconnected with each other but each of which is
connected directly with facilities of CVPS.
The electric systems of CVEC include about two miles of transmission
lines, about 427 miles of overhead distribution lines and about 11 miles of
underground distribution lines.
VERMONT ELECTRIC POWER COMPANY, INC.
------------------------------------
VELCO has no generating facilities but has approximately 483 miles of
transmission lines and twenty-five associated substations located in the
State of Vermont. VELCO's properties interconnect with the lines of the
NYPA at the New York-Vermont State line near Plattsburgh, New York; with
the transmission facilities of Niagara Mohawk Power Corporation at the New
York-Vermont State line near Whitehall, New York, and North Troy, New York;
with lines of New England Power Company at or near the New Hampshire-
Vermont State line at Wilder, Vermont and at Monroe, New Hampshire,
Claremont, New Hampshire, and at the Massachusetts-Vermont State line near
North Adams, Massachusetts; with the lines of Public Service Company of New
Hampshire at or near the New Hampshire-Vermont State line at Littleton, New
Hampshire, Ascutney, Vermont and Vernon, Vermont; and with the lines of
Hydro-Quebec at the Quebec/Vermont border near Highgate, Vermont through an
AC/DC/AC converter and 7.6 miles of transmission lines jointly owned by
several Vermont utilities. All of its transmission facilities are in
Vermont except for approximately 4.3 miles of transmission lines which are
located in New Hampshire.
VERMONT ELECTRIC TRANSMISSION COMPANY, INC.
-------------------------------------------
VETCO has approximately 52 miles of high voltage DC transmission line
connecting at the Quebec-Vermont border in the Town of Norton, Vermont with
the transmission line of Hydro-Quebec and connecting at the Vermont-New
Hampshire border near New England Power Company's Moore Hydroelectric
Generating Station with the transmission line of New England Electric
Transmission Corporation, a subsidiary of New England Electric System (not
an affiliate of CVPS).
VERMONT YANKEE NUCLEAR POWER CORPORATION
----------------------------------------
Upon installation of the new low pressure turbines in April 1995,
Vermont Yankee declared its nuclear power electric generating plant with a
net maximum dependable capacity of 510 (MWe). The plant, which began
commercial operation on November 30, 1972, is located on the west bank of
the Connecticut River in Vernon, Vermont.
CENTRAL VERMONT PUBLIC SERVICE CORPORATION -
EAST BARNET HYDROELECTRIC, INC.
--------------------------------------------
Electric properties of East Barnet consist of a 2200 KW hydroelectric
generating station and associated facilities at East Barnet, Vermont,
involving real estate of 25.54 acres.
3. The following information for the last calendar year with respect
to claimant and each of its subsidiary public utility companies:
(a) Number of KWH of electric energy sold (at retail or wholesale),
and Mcf. of natural or manufactured gas distributed at retail.
Electric (KWH.) Gas (Mcf.)
-------- ---
VY 4,266,866,000 (1) None
CVPS 3,469,482,000 (2) None
CVEC 169,697,728 None
VELCO 991,200,940 None
(1) Includes sales to Vermont Electric Power Company, Inc.
(2) Includes sales to Connecticut Valley Electric Company Inc. and
Vermont Electric Power Company, Inc.
(b) Number of KWH of electric energy and Mcf. of natural or
manufactured gas distributed at retail outside the State in which each
company is organized.
None
(c) Number of KWH of electric energy and Mcf. of natural or
manufactured gas sold at wholesale outside the State in which each such
company is organized, or at the State line.
Electric (KWH.) (1) Gas (Mcf.)
-------- ---
VY None None
CVPS 172,987,197 (2) None
CVEC None None
VELCO None None
(1) Deliveries made at the step-up substation at the site.
(2) Includes sales to Connecticut Valley Electric Company Inc. and
Vermont Electric Power Company, Inc.
(d) Number of KWH of electric energy and Mcf. of natural or
manufactured gas purchased outside the State in which each such company is
organized, or at the State line.
Electric (KWH.) Gas (Mcf.)
-------- ---
VY None None
CVPS 88,354,123 None
CVEC 135,700,034 None
VELCO 726,800,260 None
Central Vermont Public Service Corporation -
East Barnet Hydroelectric, Inc.
--------------------------------------------
East Barnet leases one hydroelectric generating station, which went into
service September 1, 1984 to CVPS.
4. The following information for the reporting period with respect to
claimant and each interest it holds directly or indirectly in an exempt
wholesale generator (EWG) or a foreign utility company, stating monetary
amounts in United States dollars:
(a) Name, location, business address and description of the
facilities used by the EWG or foreign utility company for the generation,
transmission and distribution of electric energy for sale or for the
distribution at retail of natural or manufactured gas.
NW Energy (Williams Lake) Limited Partnership, located in Williams
Lake, British Columbia, Canada; its business address is at 1710-1066 West
Hastings Street, Vancouver, British Columbia, Canada. The facility is a
wood waste fired electric generating facility with 60MW (net output). As
of December 1997, CEC no longer owned any interest in this facility.
Fibrothetford Limited, under construction in Thetford in Norfolk,
England; its registered office is 38 Clarendon Road, London, England W11
3AD. The facility is a poultry litter fired power station designed to
produce 38.5 MW.
Glenns Ferry Cogeneration Partners, Ltd. located in Glenns Ferry,
Idaho; its registered office is 71 Allen Street, Building A, Rutland,
Vermont. The facility is a 10MW gas fired cogeneration facility placed in
operation on December 2, 1996.
Rupert Cogeneration Partners, Ltd. located in Rupert, Idaho; its
registered office is 71 Allen Street, Building A, Rutland, Vermont. The
facility is a 10MW gas fired cogeneration facility placed in operation on
November 21, 1996.
(b) Name of each system company that holds an interest in such EWG or
foreign utility company; and description of the interest held.
Central Vermont Public Service Corporation ("the Company") is the
holding company system; Catamount Energy Corporation ("CEC") is a wholly
owned subsidiary of the Company; Catamount Williams Lake, Ltd. ("Wms Lake")
is a wholly owned subsidiary of CEC. Wms Lake was a Limited Partner in
T.E.S. Williams Lake Limited Partnership ("T.E.S. LP"). During 1997 Wms
Lake sold its 24.5% interest in a limited partnership interest in T.E.S.
LP, whose sole business is owning a limited partnership interest in NE
Energy Williams Lake Limited Partnership ("NW Energy"). NW Energy is a
limited partnership formed under and in accordance with the laws of the
Province of British Columbia, Canada. The facility is used for the
generation of electric energy exclusively for sale at wholesale.
Central Vermont Public Service Corporation ("the Company") is the
holding company system; Catamount Energy Corporation ("CEC") is a wholly
owned subsidiary of the Company; Catamount Thetford Corporation ("CTC") is
a wholly owned subsidiary of CEC. CTC is currently a 15% (ultimately 44%)
shareholder of Fibrothetford Limited ("Thetford"), Foster Wheeler Energy
Limited is a 5% shareholder; and Fibrowatt Limited is currently an 80%
(ultimately 51%) shareholder. Thetford is incorporated as a private
company limited by shares under the Companies Act of 1985 formed under and
in accordance with the laws of England and Wales, United Kingdom. Thetford
will construct and operate an electric power station fueled predominantly
by poultry litter.
Central Vermont Public Service Corporation ("the Company") is the
holding company system; Catamount Energy Corporation ("CEC") is a wholly
owned subsidiary of the Company; Catamount Glenns Ferry Corporation
("CGFC") is a wholly owned subsidiary of CEC. CEC owns 50% of Glenns Ferry
Management Inc. ("GFM"), the 1% general partner of Glenns Ferry
Cogeneration Partners, Ltd. ("Glenns Ferry") and The Eastern Group owns
50%. CGFC owns 49.5% of Glenns Ferry and Eastern Glenns Ferry owns the
remaining 49.5%. Glenns Ferry is a limited partnership formed under and in
accordance with the laws of the State of Colorado. The facility is used
for the generation of electric energy for sale at wholesale and steam for
sale at wholesale.
Central Vermont Public Service Corporation ("the Company") is the
holding company system; Catamount Energy Corporation ("CEC") is a wholly
owned subsidiary of the Company; Catamount Rupert Corporation ("CRC") is a
wholly owned subsidiary of CEC. CEC owns 50% of Rupert Management Inc.
("RM"), the 1% general partner of Rupert Cogeneration Partners, Ltd.
("Rupert") and Eastern Power Corporation owns 50%. CRC owns 49.5% of
Rupert and Eastern Rupert owns the remaining 49.5%. Rupert is a limited
partnership formed under and in accordance with the laws of the State of
Colorado. The facility is used for the generation of electric energy for
sale at wholesale and steam for sale at wholesale.
(c) Type and amount of capital invested, directly or indirectly, by
the holding company claiming exemption; any direct or indirect guarantee of
the security of the EWG or foreign utility company by the holding company
claiming exemption; and any debt or other financial obligation for which
there is recourse, directly or indirectly, to the holding company claiming
exemption or another system company, other than the EWG or foreign utility
company.
Indirect Debt or
Capital Guarantee Financial
Invested of Security Obligation
-------- ----------- ----------
CATAMOUNT WILLIAMS
LAKE, LTD. $ 0 None None
CATAMOUNT THETFORD $7,598,920. None None
CORPORATION
CATAMOUNT GLENNS
FERRY CORPORATION $1,269,209. None None
CATAMOUNT RUPERT
CORPORATION $1,592,803. None None
(d) Capitalization and earnings of the EWG or foreign utility company
during the reporting period.
Capitalization Earnings
-------------- --------
CATAMOUNT WILLIAMS
LAKE, LTD. $91,281,923. $2,279,286.
(thru July 1997 only)
CATAMOUNT THETFORD
CORPORATION $44,579,000. $ (21.)
CATAMOUNT GLENNS
FERRY CORPORATION $14,328,883. $ 811,205.
CATAMOUNT RUPERT
CORPORATION $13,496,009. $1,012,471.
(e) Identify any service, sales or construction contract(s) between
the EWG or foreign utility company and a system company, and describe the
services to be rendered or goods sold and fees or revenues under such
agreement(s).
None
EXHIBITS
--------
Exhibit A consists of a consolidating statement of income and retained
earnings of the claimant and its subsidiary companies for the last calendar
year, together with a consolidating balance sheet of claimant and its
subsidiary companies as of the close of such calendar year. See
attachments for consolidating financial statements of CVPS and its
subsidiaries for the year 1997.
Exhibit B is the Financial Data Schedule.
Exhibit C is the Organizational chart showing the relationship of each
exempt wholesale generator (EWG) to associate companies in the holding-
company system.
The above-named claimant has caused this statement to be duly executed
on its behalf by its authorized officer on this 3rd day of March 1998.
CENTRAL VERMONT PUBLIC SERVICE CORPORATION
------------------------------------------
(Name of Claimant)
By: /s/ James M. Pennington
James M. Pennington, Vice President, Controller
CORPORATE SEAL
Attest:
/s/ Carole L. Root
Assistant Secretary
Name, title, and address of officer to whom notices and correspondence
concerning this statement should be addressed:
Carole L. Root Assistant Secretary
---------------------------------------------------------------------
(Name) (Title)
Central Vermont Public Service Corporation
---------------------------------------------------------------------
77 Grove Street, Rutland, VT 05701
---------------------------------------------------------------------
(Address)
<PAGE>
<TABLE>
<CAPTION>
Exhibit A
CENTRAL VERMONT PUBLIC SERVICE CORPORATION 1 of 2
AND ITS SUBSIDIARIES
Consolidating Statement of Income and Retained Earnings
Year Ended December 31, 1997
(Dollars in thousands)
Consol-
idating TOTAL
CVPS-CONS VELCO VETCO VY Entries CONS
--------- --------- --------- --------- --------- ----------
<S> <C> <C> <C> <C> <C> <C>
56.8% (Note C) 31.3%
Owned Owned
Operating revenues $304,732 $18,481 $5,522 $173,106 ($66,730) $435,111
--------- --------- --------- --------- --------- ----------
Operating expenses:
Operation:
Purchased power 171,443 - - - (53,877) 117,566
Production and transmission 22,417 2,583 25 19,232 (12,661) 31,596
Other operation 40,909 5,147 161 83,360 (192) 129,385
Maintenance 15,333 1,908 217 17,162 - 34,620
Depreciation 16,931 4,283 2,440 15,889 - 39,543
Decommissioning expense - - - 12,582 - 12,582
Other taxes, principally property taxes 11,490 2,314 540 9,158 - 23,502
Taxes on income (Note B) 7,573 (527) 483 1,762 - 9,291
--------- --------- --------- --------- --------- ----------
Total operating expenses 286,096 15,708 3,866 159,145 (66,730) 398,085
--------- --------- --------- --------- --------- ----------
Operating income 18,636 2,773 1,656 13,961 - 37,026
Other income and deductions:
Equity in earnings of companies not
consolidated 3,214 652 - - (3,414) 452
Allowance for equity funds during constru 75 - - 60 - 135
Other income, net 6,749 162 120 5,268 - 12,299
Other taxes (227) - - (1,761) - (1,988)
Benefit (provision) for income taxes (1,590) - - - - (1,590)
--------- --------- --------- --------- --------- ----------
Total operating and other income 26,857 3,587 1,776 17,528 (3,414) 46,334
Net interest expense 9,706 2,374 1,124 10,694 - 23,898
--------- --------- --------- --------- --------- ----------
Net income (loss) before extraordinary item 17,151 1,213 652 6,834 (3,414) 22,436
Extraordinary item, net of tax 811 - - - - 811
--------- --------- --------- --------- --------- ----------
Net income before minority interest 16,340 1,213 652 6,834 (3,414) 21,625
Minority interest in net income - - - - (5,285) (5,285)
--------- --------- --------- --------- --------- ----------
Net income after minority interest 16,340 1,213 652 6,834 (8,699) 16,340
Retained Earnings, January 1 74,137 206 46 1,701 (1,953) 74,137
--------- --------- --------- --------- --------- ----------
90,477 1,419 698 8,535 (10,652) 90,477
Cash dividends declared: --------- --------- --------- --------- --------- ----------
Preferred stock 2,028 675 - - (675) 2,028
Common stock 12,608 540 675 7,344 (8,559) 12,608
--------- --------- --------- --------- --------- ----------
Total dividends 14,636 1,215 675 7,344 (9,234) 14,636
--------- --------- --------- --------- --------- ----------
Retained Earnings, December 31 $75,841 $204 $23 $1,191 ($1,418) $75,841
========= ========= ========= ========= ========= ==========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
CENTRAL VERMONT PUBLIC SERVICE CORPORATION 2 of 2
AND ITS SUBSIDIARIES
Consolidating Statement of Income and Retained Earnings
Year Ended December 31, 1997
(Dollars in thousands) Reclassi-
fying &
C.V. Consol-
Realty, idating
CVPS CVEC Inc. SES CEC CIC Entries CVPS-CONS
--------- --------- --------- --------- --------- ---------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Operating revenues $295,912 $19,635 - $1,802 $348 $0 ($12,965) $304,732
--------- --------- --------- --------- --------- ---------- --------- ---------
Operating expenses:
Operation and maintenance:
Purchased power 161,743 19,998 - - - - (10,298) 171,443
Production and transmission 22,400 17 - - - - - 22,417
Other operation 39,029 2,264 - 2,610 2,785 95 (5,874) 40,909
Maintenance 14,884 449 - 4 15 - (19) 15,333
Depreciation 16,489 442 3 355 49 - (407) 16,931
Other taxes 10,826 665 - 94 103 - (198) 11,490
Taxes on income (Note B) 9,177 (1,605) 2 (500) 2,097 (39) (1,559) 7,573
--------- --------- --------- --------- --------- ---------- --------- ---------
Total operating expenses 274,548 22,230 5 2,563 (5,049) 56 (18,355) 286,096
--------- --------- --------- --------- --------- ---------- --------- ---------
Operating income (loss) 21,364 (2,595) (5) (761) (4,701) (56) 5,390 18,636
Other income and deductions:
Equity in earnings of companies not
consolidated 2,674 - - - 5,378 - (4,838) 3,214
Allow. for equity funds during constructi 75 - - - - - - 75
Other income (expenses), net 1,532 14 13 22 3,461 - 1,707 6,749
Other taxes (21) - - - (8) - (198) (227)
Benefit (provision) for income taxes (25) (6) - - - - (1,559) (1,590)
--------- --------- --------- --------- --------- ---------- --------- ---------
Total operating and other income (loss) 25,599 (2,587) 8 (739) 4,130 (56) 502 26,857
Net interest expense 9,259 409 - - 76 - (38) 9,706
--------- --------- --------- --------- --------- ---------- --------- ---------
Net income (loss) before extraordinary item 16,340 (2,996) 8 (739) 4,054 (56) 540 17,151
Extraordinary item, net of tax - 811 - - - - 811
--------- --------- --------- --------- --------- ---------- --------- ---------
Net income (loss) 16,340 (3,807) 8 (739) 4,054 (56) 540 16,340
Retained Earnings, January 1 74,137 1,570 198 (532) 6,796 (37) (7,995) 74,137
--------- --------- --------- --------- --------- ---------- --------- ---------
90,477 (2,237) 206 (1,271) 10,850 (93) (7,455) 90,477
Cash dividends declared: --------- --------- --------- --------- --------- ---------- --------- ---------
Preferred stock 2,028 - - - - - - 2,028
Common stock 12,608 - - - - - - 12,608
--------- --------- --------- --------- --------- ---------- --------- ---------
Total dividends 14,636 - - - 14,636
--------- --------- --------- --------- --------- ---------- --------- ---------
Retained Earnings, December 31 $75,841 ($2,237) $206 ($1,271) $10,850 ($93) ($7,455) $75,841
========= ========= ========= ========= ========= ========== ========= =========
</TABLE>
<PAGE>
<TABLE>
<CAPTION> Exhibit A
CENTRAL VERMONT PUBLIC SERVICE CORPORATION 1 of 4
AND ITS SUBSIDIARIES
Consolidating Balance Sheet
Year Ended December 31, 1997
(Dollars in thousands)
Consol-
idating TOTAL
CVPS-Cons VELCO VETCO VY Entries CONS
--------- --------- --------- --------- --------- ----------
<S> <C> <C> <C> <C> <C> <C>
56.8% (Note C) 31.3%
Owned Owned
Assets
-------
Utility plant, at original cost $461,482 $96,919 $47,763 $392,593 - $998,757
Less accumulated depreciation 151,250 52,842 27,517 253,229 - 484,838
--------- --------- --------- --------- --------- ----------
310,232 44,077 20,246 139,364 - 513,919
Construction work in progress 10,450 - - 2,691 - 13,141
--------- --------- --------- --------- --------- ----------
320,682 44,077 20,246 142,055 - 527,060
Nuclear fuel 7,110 - - 419,584 - 426,694
Less accumulated amortization 6,146 - - 385,562 - 391,708
--------- --------- --------- --------- --------- ----------
Net utility plant 321,646 44,077 20,246 176,077 - 562,046
--------- --------- --------- --------- --------- ----------
Investments in affiliates, at equity (Note D)
Nuclear generating companies 21,469 - - - (16,866) 4,603
Other affiliated companies 5,026 3,223 - - (8,249) -
--------- --------- --------- --------- --------- ----------
Total 26,495 3,223 - - (25,115) 4,603
--------- --------- --------- --------- --------- ----------
Nonutility investments 30,772 - - - - 30,772
--------- --------- --------- --------- --------- ----------
Nonutility property, less accumulated
depreciation of $3,664 consolidated 2,894 - - - - 2,894
--------- --------- --------- --------- --------- ----------
Current assets:
Cash & Cash Equivilents 16,506 190 81 4,135 - 20,912
Accounts receivable, less allowance for
uncollectible accts. $1,132 consolidate 22,453 10,720 - 12,169 - 45,342
Accounts receivable - affiliates 713 7,049 7 5,636 (13,405) 0
Unbilled revenue 18,951 188 - - - 19,139
Materials and supplies, at average cost 3,779 1,699 102 16,796 - 22,376
Prepayments 1,464 130 3 4,370 - 5,967
Other current assets 8,338 2,292 2 - - 10,632
--------- --------- --------- --------- --------- ----------
Total current assets 72,204 22,268 195 43,106 (13,405) 124,368
--------- --------- --------- --------- --------- ----------
Regulatory assets and other deferred charge 90,132 998 942 365,657 - 457,729
--------- --------- --------- --------- --------- ----------
Total Assets $544,143 $70,566 $21,383 $584,840 ($38,520) $1,182,412
========= ========= ========= ========= ========= ==========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
CENTRAL VERMONT PUBLIC SERVICE CORPORATION
AND ITS SUBSIDIARIES
2 of 4
Consolidating Balance Sheet
Year Ended December 31, 1997
(Dollars in thousands)
Consol-
idating TOTAL
CVPS-CONS VELCO VETCO VY Entries CONS
--------- --------- --------- --------- --------- ----------
<S> <C> <C> <C> <C> <C> <C>
56.8% (Note C) 31.3%
Capitalization and Liabilities Owned Owned
------------------------------
Capitalization:
Common stock (Note E) $70,715 $6,000 $1 $40,001 ($46,002) $70,715
Other paid-in capital 47,189 - 3,199 14,226 (7,536) 57,078
Capital stock expense (1,894) - - - - (1,894)
Treasury stock, at cost (Note E) (4,728) - - (1,130) 1,130 (4,728)
Retained earnings 75,841 204 23 1,191 (1,418) 75,841
--------- --------- --------- --------- --------- ----------
Total common stock equity 187,123 6,204 3,223 54,288 (53,826) 197,012
--------- --------- --------- --------- --------- ----------
Cumulative preferred and preference
stock (Note F) 27,054 10,000 - - (10,000) 27,054
Return of Capital - (6,800) - - 6,800 -
--------- --------- --------- --------- --------- ----------
Total preferred stock 27,054 3,200 - - (3,200) 27,054
--------- --------- --------- --------- --------- ----------
First Mortgage bonds 76,500 22,788 - 75,845 - 175,133
Notes payable 16,599 - 8,560 - - 25,159
Other long-term debt - 566 - 17,912 - 18,478
Long-Term lease arrangements 17,223 - - - - 17,223
--------- --------- --------- --------- --------- ----------
Total long-term debt 110,322 23,354 8,560 93,757 - 235,993
--------- --------- --------- --------- --------- ----------
Minority interest - - - - 31,911 31,911
--------- --------- --------- --------- --------- ----------
Total capitalization 324,499 32,758 11,783 148,045 (25,115) 491,970
--------- --------- --------- --------- --------- ----------
Current liabilities:
Notes payable - banks 12,650 9,300 1,900 - - 23,850
Long-term debt - current portion 24,271 4,413 1,960 - - 30,644
Accounts payable 5,139 15,611 18 2,012 - 22,780
Accounts payable - affiliates 11,911 689 764 41 (13,405) 0
Accrued interest 555 344 35 1,642 - 2,576
Accrued income taxes 6,631 70 (6) 2,017 - 8,712
Other current liabilities 29,614 26 - 28,426 - 58,066
--------- --------- --------- --------- --------- ----------
Total current liabilities 90,771 30,453 4,671 34,138 (13,405) 146,628
--------- --------- --------- --------- --------- ----------
Accumulated deferred income taxes 66,199 1,277 3,281 21,816 - 92,573
Deferred investment tax credits 7,222 643 1,067 4,976 - 13,908
Accrued decommissioning costs 28,947 - - 231,841 - 260,788
Regulatory Liabilities and other deferred c 26,505 5,435 581 144,024 - 176,545
--------- --------- --------- --------- --------- ----------
128,873 7,355 4,929 402,657 - 543,814
--------- --------- --------- --------- --------- ----------
Total Capitalization and Liabilities $544,143 $70,566 $21,383 $584,840 ($38,520) $1,182,412
========= ========= ========= ========= ========= ==========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
CENTRAL VERMONT PUBLIC SERVICE CORPORATION 3 of 4
AND ITS SUBSIDIARIES
Consolidating Balance Sheet
Year Ended December 31, 1997
(Dollars in thousands)
C.V. Consol-
Realty idating
CVPS CVEC Inc. SES CEC CIC Entries CVPS-CONS
--------- --------- --------- --------- --------- ---------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
(Note A) (Note A) (Note A) (Note A) (Note A)
Assets
------
Utility plant, at original cost $448,909 $12,573 - - - - - $461,482
Less accumulated depreciation 146,805 4,445 - - - - 151,250
--------- --------- --------- --------- --------- ---------- --------- ---------
302,104 8,128 0 - - - - 310,232
Construction work in progress 9,561 889 - - - - - 10,450
--------- --------- --------- --------- --------- ---------- --------- ---------
311,665 9,017 0 - - - - 320,682
Nuclear fuel 7,110 - - - - - - 7,110
Less accumulated amortization 6,146 - - - - - - 6,146
--------- --------- --------- --------- --------- ---------- --------- ---------
Net utility plant 312,629 9,017 0 - - - - 321,646
--------- --------- --------- --------- --------- ---------- --------- ---------
Investments in affiliates,
at equity (Note D)
Nuclear generating companies 21,469 - - - - - - 21,469
Other affiliated companies 38,219 - - - - - (33,193) 5,026
--------- --------- --------- --------- --------- ---------- --------- ---------
Total 59,688 0 0 0 0 - (33,193) 26,495
--------- --------- --------- --------- --------- ---------- --------- ---------
Nonutility investments - - - - 30,772 - - 30,772
--------- --------- --------- --------- --------- ---------- --------- ---------
Nonutility property, less accumulated
depreciation of $83 parent company
and $3,994 consolidated 409 - 38 1,909 538 - - 2,894
--------- --------- --------- --------- --------- ---------- --------- ---------
Current assets:
Cash & Cash Equivilents 9,462 169 235 6 6,619 15 16,506
Accounts receivable, less allowance for -
uncollectible accounts $1,850 parent
company and $1,946 consolidated 20,407 1,975 - 14 57 - - 22,453
Accounts receivable - affiliates 5,647 - 56 660 199 12 (5,861) 713
Unbilled revenue 18,595 356 - - - - - 18,951
Materials and supplies, at average cost 3,760 - - 19 - - - 3,779
Prepayments 1,365 99 - - - - - 1,464
Other current assets 5,286 22 - - 3,030 - - 8,338
--------- --------- --------- --------- --------- ---------- --------- ---------
Total current assets 64,522 2,621 291 699 9,905 27 (5,861) 72,204
--------- --------- --------- --------- --------- ---------- --------- ---------
Regulatory assets and other deferred charge 88,161 1,968 - 3 - - - 90,132
--------- --------- --------- --------- --------- ---------- --------- ---------
Total Assets $525,409 $13,606 $329 $2,611 $41,215 $27 ($39,054) $544,143
========= ========= ========= ========= ========= ========== ========= =========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
CENTRAL VERMONT PUBLIC SERVICE CORPORATION 4 of 4
AND ITS SUBSIDIARIES
Consolidating Balance Sheet
Year Ended December 31, 1997
(Dollars in thousands)
CV CONSOL-
REALTY IDATING
CVPS CVEC INC SES CEC CIC ENTRIES CVPS-CONS
--------- --------- --------- --------- --------- ---------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
(Note A) (Note A) (Note A) (Note A) (Note A)
Capitalization and Liabilities
------------------------------
Capitalization:
Common stock (Note E) $70,715 $700 30 - - - ($730) $70,715
Other paid-in capital 47,189 1,250 - 2,623 21,015 120 (25,008) 47,189
Capital stock expense (1,894) - - - - - - (1,894)
Retained earnings 75,841 (2,237) 206 (1,271) 10,850 (93) (7,455) 75,841
Treasury stock (Note E) (4,728) - - - - - - (4,728)
--------- --------- --------- --------- --------- ---------- --------- ---------
Total common stock equity 187,123 (287) 236 1,352 31,865 27 (33,193) 187,123
--------- --------- --------- --------- --------- ---------- --------- ---------
Cumulative preferred and preference
stock (Note F) 27,054 - - - - - - 27,054
--------- --------- --------- --------- --------- ---------- --------- ---------
First Mortgage bonds 76,500 - - - - - - 76,500
Notes payable 16,300 - - - 299 - - 16,599
Long-term lease arrangements 17,223 - - - - - - 17,223
--------- --------- --------- --------- --------- ---------- --------- ---------
Total long-term debt 110,023 0 0 - 299 - - 110,322
--------- --------- --------- --------- --------- ---------- --------- ---------
Total capitalization 324,200 (287) 236 1,352 32,164 27 (33,193) 324,499
--------- --------- --------- --------- --------- ---------- --------- ---------
Current liabilities:
Notes payable - banks 12,000 625 - 25 - - - 12,650
Long-term debt - current portion 20,500 3,750 - - 21 - - 24,271
Accounts payable 4,232 445 - 95 367 - - 5,139
Accounts payable - affiliates 12,901 2,627 93 610 1,541 - (5,861) 11,911
Accrued interest 552 2 - - 1 - - 555
Accrued Income taxes 6,563 (27) - - 95 - - 6,631
Other current liabilities 23,889 5,559 - 9 157 - - 29,614
--------- --------- --------- --------- --------- ---------- --------- ---------
Total current liabilities 80,637 12,981 93 739 2,182 - (5,861) 90,771
--------- --------- --------- --------- --------- ---------- --------- ---------
Accumulated deferred income taxes 58,082 820 - 520 6,777 - - 66,199
Deferred investment tax credits 7,132 90 - - - - - 7,222
Nuclear decommissioning costs 28,947 - - - - - - 28,947
Deferred credots 26,411 2 - - 92 - - 26,505
--------- --------- --------- --------- --------- ---------- --------- ---------
120,572 912 0 520 6,869 - - 128,873
--------- --------- --------- --------- --------- ---------- --------- ---------
Total Capitalization and Liabilities $525,409 $13,606 $329 $2,611 $41,215 $27 ($39,054) $544,143
========= ========= ========= ========= ========= ========== ========= =========
</TABLE>
<PAGE>
Exhibit A
CENTRAL VERMONT PUBLIC SERVICE CORPORATION
AND ITS SUBSIDIARIES
Notes to Consolidating Financial Statements
For the Year Ended December 31, 1997
Note A-Consolidation:
The consolidating financial statements include the accounts of Central
Vermont Public Service Corporation (CVPS), its wholly owned subsidiaries,
Connecticut Valley Electric Company Inc. (CVEC), C. V. Realty, Inc.,
SmartEnergy Services, Inc. (SES), Catamount Energy Corporation (CEC), and
Catamount Investment Corporation (CIC) which compose CVPS consolidated. In
addition, for purposes of this SEC Form U-3A-2, the consolidating financial
statements include the accounts of CVPS's affiliates, Vermont Electric
Power Company, Inc.
(VELCO) 56.8% owned, Vermont Electric Transmission Company, Inc.
(VETCO), a wholly owned subsidiary of VELCO and Vermont Yankee Nuclear
Power Corporation (VY) 31.3% owned, which constitutes total consolidated.
CVPS follows the equity method of accounting for its investments in
affiliates. See Note D.
Note B-Income taxes:
CVPS and its wholly owned subsidiaries
--------------------------------------
The Company records income taxes in accordance with the Financial
Accounting Standards Board's (SFAS) No. 109, "Accounting for Income Taxes,"
requiring an asset and liability approach to determine income tax
liabilities. The Standard requires recognition of tax assets and
liabilities for the cumulative effect of all temporary differences between
financial statement carrying amounts and the tax basis of assets and
liabilities.
A valuation allowance has not been recorded, as the Company expects
all deferred income tax assets will be utilized in the future.
CVPS Consolidated deferred income taxes are reported gross on the
Consolidating Balance Sheet in order to conform with the Company's majority
owned subsidiaries' presentation of deferred income taxes.
VELCO
-----
VELCO records income taxes in accordance with SFAS No. 109,
"Accounting for Income Taxes," requiring an asset and liability approach to
determine income tax liabilities. The Standard requires recognition of tax
assets and liabilities for the cumulative effect of all temporary
differences between financial statement carrying amounts and the tax basis
of assets and liabilities. Under SFAS No. 109, additional deferred tax
assets and liabilities resulting from VELCO's transmission billing
calculation will be returned to, or collected from, ratepayers in future
transmission billings. VELCO expects all deferred income tax assets will
be utilized in the future.
<PAGE>
CENTRAL VERMONT PUBLIC SERVICE CORPORATION
AND ITS SUBSIDIARIES
Notes to Consolidating Financial Statements
(continued)
VY
--
Vermont Yankee records taxes in accordance with SFAS No. 109,
"Accounting for Income Taxes," requiring an asset and liability
approach to determine income tax liabilities. The Standard requires
recognition of tax assets and liabilities for the cumulative effect
of all temporary differences between financial statement carrying
amounts and the tax basis of assets and liabilities.
Note C-VETCO:
Vermont Electric Transmission Company, Inc. (VETCO) was
incorporated in 1982, and is a wholly owned subsidiary of Vermont
Electric Power Company, Inc. VETCO was formed to construct, own and
operate the Vermont portion of a high voltage transmission line
connecting the electric system of New England with that of Hydro-
Quebec, a Canadian utility.
VETCO has entered into support agreements in connection with
construction of the transmission line with substantially all of the
New England electric utilities. The support agreements require the
utilities to reimburse VETCO for all operating and capital costs of
the transmission line on an unconditional and absolute basis. In
return, VETCO has agreed to build, own, operate and maintain the line
and to involve itself in no other activities during the term of the
agreement, which extends for 30 years from the date of commercial
operation of the line. These support agreements also provide for an
advisory committee made up of participants to review the operations
of VETCO and to make recommendations on major decisions. VETCO is
obligated to follow these recommendations to the extent reasonably
practical.
Because these provisions of the support agreements effectively
restrict VELCO's control, VELCO has not consolidated its financial
information with that of VETCO and instead is accounting for its
investment using the equity method.
<PAGE>
CENTRAL VERMONT PUBLIC SERVICE CORPORATION
AND ITS SUBSIDIARIES
Notes to Consolidating Financial Statements
Note D-Investments in affiliates:
CVPS accounts for investments in its affiliates by the
equity method (dollars in thousands):
December 31,
1997
------------
Nuclear generating companies
VY $16,866
Maine Yankee Atomic Power Company 1,560
Connecticut Yankee Atomic Power Company 2,208
Yankee Atomic Electric Company 835
Other affiliated companies:
CVEC (287)
C. V. Realty, Inc. 236
SES 1,352
CEC 31,865
CIC 27
VELCO:
Common stock 3,518
Preferred stock 1,508
-------
Total investments - CVPS 59,688
VELCO investment in VETCO 3,223
-------
Total investments 62,911
Consolidating eliminations 58,308
-------
Total consolidated $ 4,603
=======
<PAGE>
CENTRAL VERMONT PUBLIC SERVICE CORPORATION
AND ITS SUBSIDIARIES
Notes to Consolidating Financial Statements
Note E-Common stock:
The authorized and outstanding common stock for each of the
companies was as follows (dollars in thousands):
December 31,
1997
------------
CVPS:
Common stock, $6 par value, authorized
19,000,000 shares; outstanding
11,785,848 shares $ 70,715
Treasury stock, at cost 362,447 shares (4,728)
CVEC:
Common stock, $50 par value, authorized
20,000 shares; outstanding 14,000 shares 700
C. V. Realty, Inc.:
Common stock, $100 par value, authorized
500 shares; outstanding 300 shares 30
SES:
Common stock, $1 par value, authorized
10,000 shares; outstanding 1 share -
CIC:
Common stock, $100 par value, authorized
10,000 shares; outstanding 1 share -
CEC:
Common stock, $1 par value, authorized
10,000 shares; outstanding 1 share -
VELCO:
Common stock, $100 par value, Class B-authorized
92,000 shares; outstanding 60,000 shares 6,000
VETCO:
Common stock, $100 par value, authorized
and outstanding 10 shares 1
VY:
Common stock, $100 par value, authorized
400,100 shares; outstanding 400,014 shares 40,001
Treasury stock, at cost 7,533 shares (1,130)
--------
Total common stock equity 111,589
Consolidating eliminations 45,602
--------
Total consolidated $ 65,987
========
<PAGE>
CENTRAL VERMONT PUBLIC SERVICE CORPORATION
AND ITS SUBSIDIARIES
Notes to Consolidating Financial Statements
Note F-Preferred and preference stock:
Cumulative preferred and preference stock outstanding were as
follows (dollars in thousands):
December 31,
1997
------------
CVPS:
Preferred stock, $100 par value, authorized
500,000 shares
Outstanding:
4.15% series, 37,856 shares $ 3,786
4.65% series, 10,000 shares 1,000
4.75% series, 17,682 shares 1,768
5.375% series, 15,000 shares 1,500
8.30% series, 200,000 shares 19,000
Preferred stock, $25 par value, authorized
1,000,000 shares; outstanding - none -
Preference stock, $1 par value, authorized
1,000,000 shares; outstanding - none -
VELCO:
Preferred stock, $100 par value, authorized
125,000 shares; outstanding 100,000 shares 10,000
Return of capital (6,800)
VY:
Preferred stock, $100 par value, authorized
300,000 shares; outstanding - none -
--------
Total cumulative preferred and
preference stock 30,254
Consolidating eliminations 3,200
--------
Total consolidated $ 27,054
========
<PAGE>
EXHIBIT C
Organizational chart showing the relationship of each EWG to associate
companies in the holding-company system.
<TABLE>
<CAPTION>
CENTRAL VERMONT PUBLIC SERVICE CORPORATION
(Name of Holding Company)
<S>
100%
CATAMOUNT ENERGY CORPORATION
<C> <C> <C> <C> <C> <C>
100% 100% 100% 50% 100% 50%
CATAMOUNT CATAMOUNT CATAMOUNT GLENNS CATAMOUNT RUPERT
WILLIAMS THETFORD GLENNS FERRY RUPERT MGMNT.,
LAKE, LTD. CORP. FERRY MGMNT., CORP. INC.
CORP. INC.
24.5% 44% 49.5% 1% 49.5% 1%
T.E.S. FIBROTHETFORD GLENNS GLENNS RUPERT RUPERT
WILLIAMS LTD. FERRY FERRY COGEN. COGEN.
LAKE, LTD. COGEN. COGEN. PARTNERS, PARTNERS
PARTNERS, PARTNERS, LTD. LTD.
LTD. LTD.
33%
NW ENERGY
WILLIAMS
LAKE L.P.
</TABLE>
<TABLE> <S> <C>
<ARTICLE> OPUR3
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> DEC-31-1997
<BOOK-VALUE> PER-BOOK
<TOTAL-ASSETS> 1,182,412
<TOTAL-OPERATING-REVENUES> 435,111
<NET-INCOME> 16,340
</TABLE>
